EGM Details

  • Meeting Date: Saturday, November 14, 2026 at 2:30 PM IST
  • Mode: Video Conferencing (VC)/Other Audio Visual Means (OAVM)
  • Purpose: To seek shareholder approval for issuance of warrants convertible into equity shares on preferential basis

E-Voting Information

  • Cut-off Date: Friday, November 6, 2026
  • Remote E-voting Period: Wednesday, November 11, 2026 (9:00 AM IST) to Friday, November 13, 2026 (5:00 PM IST)
  • Service Provider: National Securities Depository Limited (NSDL)

Preferential Issue Details

Resolution Item

Special Resolution for issue of up to 70,00,000 Fully Convertible Warrants to non-promoter category investors

Financial Terms

  • Total Issue Size: ₹42,00,00,000 (Forty-Two Crore)
  • Warrant Price: ₹60 per warrant (including premium of ₹50 per warrant)
  • Face Value: ₹10 per equity share
  • Conversion Ratio: 1 warrant = 1 equity share

Proposed Allottees (Non-Promoters)

| Sr. No. | Name | Category | Warrants | Amount (₹) |

| 1 | Dhanlaxmi J Mehta | Public | 9,00,000 | 5,40,00,000 |

| 2 | Nisha Jignesh Mehta | Public | 9,00,000 | 5,40,00,000 |

| 3 | Shree Ram Realites | Public | 16,00,000 | 9,60,00,000 |

| 4 | Jignesh Jaswantrai Mehta | Public | 20,00,000 | 12,00,00,000 |

| 5 | Sejal Rohit Sanghvi | Public | 1,00,000 | 60,00,000 |

| 6 | Dharmi Paresh Mehta | Public | 2,50,000 | 1,50,00,000 |

| 7 | Ami Niraj Shah | Public | 10,00,000 | 6,00,00,000 |

| 8 | Sana Fatima Syed | Public | 2,00,000 | 1,20,00,000 |

| 9 | Magha Devi Solanki | Public | 50,000 | 30,00,000 |

| Total | | | 70,00,000 | 42,00,00,000 |

Payment Structure

  • 25% payment (₹15 per warrant) payable on or before allotment
  • 75% balance (₹45 per warrant) payable at time of conversion

Conversion Terms

  • Conversion period: 18 months from date of allotment
  • Warrants lapse if not converted within 18 months, with paid amount forfeited
  • Conversion may be done in one or more tranches

Pricing Justification

  • Relevant Date: October 15, 2026 (30 days prior to EGM)
  • 90-day VWAP: ₹58.20
  • 10-day VWAP: ₹59.36
  • Floor Price: ₹59.36 (higher of VWAP calculations)
  • Valuation Report Price: ₹53.45 (by Priyesh Somaiya, Registered Valuer)
  • Issue Price: ₹60.00 (above floor price of ₹59.36)

Utilization of Proceeds

| Sr. No. | Purpose | Amount (₹ in lakh) | Timeline |

| 1 | Working capital requirements | 3,600.00 | Within 24 months from allotment |

| 2 | General corporate purposes | 600.00 | Within 24 months from allotment |

| Total | | 4,200.00 | |

Capital Structure Impact

  • Current Paid-up Capital: ₹17,89,14,400 (1,78,91,440 equity shares of ₹10 each)
  • Post-issue Capital: ₹24,89,14,400 (2,48,91,440 equity shares) upon full conversion
  • Authorized Capital: ₹25,00,00,000 (2,50,00,000 equity shares) - within limit

Shareholding Pattern Change

Pre-issue (as on October 9, 2026)

  • Promoters & Promoter Group: 68,14,980 shares (38.09%)
  • Public: 1,10,76,460 shares (61.91%)
  • Total: 1,78,91,440 shares (100%)

Post-issue (assuming full conversion)

  • Promoters & Promoter Group: 68,14,980 shares (27.38%)
  • Public: 1,80,76,460 shares (72.62%)
  • Total: 2,48,91,440 shares (100%)

Discontinuation of Previous Issue

This resolution supersedes the Special Resolution passed at EGM held on September 4, 2026 for issue of up to 70,00,000 warrants at ₹55 per warrant, which was not implemented within the regulatory timeframe.

Corporate Governance

  • Scrutinizer: Mr. Ritul Parmar (Membership No. F13125) appointed for e-voting process
  • Board Recommendation: Board considers the issue in best interests of company and shareholders
  • Director Interest: No directors, KMP or their relatives are interested in the resolution

Document Availability

The following documents are available for electronic inspection from notice dispatch date until EGM date:

1. Memorandum and Articles of Association

2. Company Secretary certificate under Regulation 163(2) of SEBI ICDR Regulations

3. Valuation Report under Regulation 166A

4. Floor price computation under Regulation 164(1)

5. Board resolution dated October 16, 2026

6. Latest shareholding pattern

Voting Procedures

  • Remote e-voting through NSDL system
  • E-voting during EGM for those who haven't voted remotely
  • VC/OAVM facility available for attendance
  • Results to be declared within 2 working days of EGM conclusion